Summary
Cardinal Health, Inc. (CAH) filed an 8-K on February 14, 2013, primarily to disclose the execution of an Agreement and Plan of Merger with AssuraMed, Inc. This filing also announced the securing of a commitment for a $1.3 billion senior unsecured bridge term loan facility from Bank of America, N.A. and Merrill Lynch, Pierce, Fenner & Smith Incorporated. This facility is intended to finance the acquisition of AssuraMed and is expected to be replaced by the issuance of senior unsecured notes prior to the merger's completion. Investors should note that this 8-K marks a significant step in Cardinal Health's growth strategy through acquisition. While the merger details are extensive (as evidenced by the referenced Agreement and Plan of Merger), the immediate focus of this filing is the financing aspect and the formal announcement of the merger agreement. The company included a cautionary statement highlighting potential risks and uncertainties associated with the merger's completion and integration, as well as market conditions.
Key Highlights
- 1Cardinal Health entered into an Agreement and Plan of Merger with AssuraMed, Inc. on February 13, 2013.
- 2The company secured a commitment for a $1.3 billion senior unsecured bridge term loan facility.
- 3The bridge loan is intended to finance the acquisition of AssuraMed.
- 4Cardinal Health plans to issue $1.3 billion of senior unsecured notes to replace the bridge facility before closing the merger.
- 5The filing includes a cautionary statement regarding forward-looking statements and potential risks related to the merger and financing.
- 6Key exhibits include the Merger Agreement and a related news release.